


Upgraded Enjoyment

by FoxWolfen



Category: Ben 10 Series
Genre: Fanfiction Trope, M/M, omniboyfriends
Language: English
Status: Completed
Published: 2018-07-08
Updated: 2018-07-08
Packaged: 2019-06-07 12:32:27
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 1
Words: 1,758
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/15219224
Author URL: https://archiveofourown.org/users/FoxWolfen/pseuds/FoxWolfen
Summary: Smut story idea: Ben turns into Upgrade and trips out Rook's Proto-Armor only to decide to play with him while he's at it.(Fanfic Trope: Toys? Clothing Fetish? )





	Upgraded Enjoyment

Warning: NOT safe for work/ NSFW

“So on a scale of one to ten just how fucked are we,” Ben asked as he looked at Rook. Both of them injured and pinned down by enemy fire in the cargo hull of the illegal ship they were stuck on. It had started off as an easy mission but as time went on everything that could go wrong went wrong. And now Ben was waiting for the omnitrix to time back in, Rook’s proto-tool was damaged and barely providing them any cover fire to keep their attackers at bay. The revonnahgander glanced at the human with a very serious look as he said, “At the moment, Ben, we’re very fucked!”

A large explosion near them made, Rook lunge on top of Ben, trying to shield the human from the grenade explosion that very nearly could have ended both of them. Frantic, Ben looked over Rook’s shoulder as he cried out in a desperate rage, “what idiots set off explosives inside their own space ship?!!” As if the universe was answering his question a large cracking sound could be heard as the exterior wall near them began to give.

As they both froze, turning to stare at the breaking wall in horror, time seemed to slow down. Around the white noise in Ben’s ears he barely managed to make out a familiar beeping sound and all he could thing of was ‘thank you, Azmuth!’ as he slammed his hand down hard on the newly awakened Omnitrix, not even caring what alien he got as long as it could save them.

Rook barely had time to think as the near blinding green light of Ben’s transformation hit him followed almost instantly by the wall giving way. The depressurization grabbing and sucking Rook out into space. As he drifted in the weightless void, the alien had a moment of near panicked shock. He wasn’t dead. He was very much alive. How…?

“You okay, Rook? You vitals are a bit everywhere?” a voice called out to him from everywhere within the helmet of his suit that he knew wasn’t technically part of his armor’s design. He called out a cautious, “Ben?”

“Yeah, buddy. Don’t worry, I got you,” Ben’s voice said from inside Rook’s suit. Curious, the revonnahgander glanced down his body and let out a sigh of relief. “Upgrade." The techno tinged chuckle of Ben sounded before the omnitrix wearer answered back, "yeah. Ben 10’s luck still holds. Just sit tight. I’m altering the proto-armor to get us somewhere safe. I’ve already let grandpa know to send up a ship ASAP to come pick us up.”

“That… that is very good,” Rook said thankfully and relaxed, trusting in his partner to keep him safe. He let his mind wander as he felt the very suit he was wearing shift and change around him, against his furred body. This was something new. He had seen Ben use this particular alien before, but never on something of his. Never something directly touching his person. Even as the foot plating of his armor shifted into small propulsion rockets and he felt his body jolt only slightly, Rook could feel Ben surrounding him. It was actually quite comforting, almost like a hug or embrace.

As a couple of minutes passed by, Ben asked softly to his very relaxed partner, “you okay there, Rook? You’re not hurt are you? That explosion was pretty close and you did kinda shield me.” Before Rook could even answer he felt the press and movement of the inner fabric of the proto-armor against his fur. He gasped softly as the fabric caressed over very sensitive places across his body. He barely managed to make out Ben’s worried, “crud, Rook. You really are hurt aren’t you? I’ll grandpa to try and get here faster and…”

“Not… I am not hurt, Ben. Just,” Rook cleared his throat. This was a bit more then embarrassing. “Perhaps you should not try to check my… whole body." He could practically hear Ben’s confusion in the silence before the shapeshifter started with, "What are you… Oooohhh." Thinking that was that, Rook started to relax again to the drifting of space only to once more feel a shifting of his suit.

"Ben…, ” he started to ask only to inhale sharply as that shifting seemed to settle over a rather delicate part of his anatomy and began to vibrate. It started out light and seemed to grow in intensity. As Rook tried to fight off his body’s reaction to the stimuli he could hear Ben’s voice around him, “I got you, Blonko. Just relax for me and let me make you feel so good.”

As the revonnahgander’s body slowly did indeed relax, Ben counted it as a good thing. If Rook had stated any kind of objection he would have stopped, but this was way more fun and a great way to pass the time as they waited for their ride. Wishing he could smile, the mechamorph decided to show his excitement through action. With delicate control he began to gently vibrate the full interior of the armor before slowly reducing and centering the controlled areas to spots on Rook’s body that seemed to get a good reaction. 

“I didn’t know you didn’t wear anything but your underwear under this thing, Blonko,” Ben’s mechanical voice purred. “So naughty. What if you had to strip out of it. You’d be nearly naked. I don’t know if I’d have been able to keep my hands to myself for this long if that happened. Even now… I could just reach a small bit up and right into your ass.”

Rook moaned loudly and with abandon as Ben did just as he was saying. Slowly Rook could feel something shifting, pressing against his butt. Slowly pressing between his cheeks to rub against the cloth covered entrance of his ass. “Ben, please,” he begged shamelessly. Parts of his body that the revonnahgander didn’t even realize was sensitive was being stimulated continuously as was his cock and now his ass. He wasn’t going to last. He needed release. Rook needed Ben to, “put it inside me, BEN!”

“All you had to do was ask,” the mechamorph teased and then moved more. Ben was greatly pleased at the suit’s base stretching quality as he took advantage and began to maneuver the altered piece of interior armoring to slide around the elastic band to the leg hole of Rook’s underwear and towards the quivering ring of muscle he knew was there. Making sure to only let a very small bit press in, maybe the size of one of Ben’s regular human fingers. 

“Ben! Ben!" Rook chanted his partner’s name as he felt himself being entered. There was a slight burn but by the gods it felt so good as that bit inside him pressed up against something that had him near screaming. As if that was all the mechamorph had been waiting for, the armor bit inside of Rook started to pulse and vibrate, matching the tempo of the stimulus to Rook’s penis.

"Ben! Rook! We see you, just hang tight and we’ll loop around to catch you in our cargo bay,” a voice said over the comm and Rook tried to answer, he really did, but Ben suddenly spiked up the pulsing to make it faster and the blue alien was left breathless and panting. Ben’s voice sounded instead. “Roger that. We’ll just wait here." As soon as the communication had ended Ben slowed the speed to the vibrations down.

"Ben… you… you need to stop. Our rescue is here. I’m… I’m to close,” Rook tried to plead, but he needed the release so badly. He wasn’t kidding when he said he was close. Ben began to turn up the speed again. “Don’t worry, Blonko. I’ll let you come right as we step down. Just hang on another second more." "Ben please.”

And sure enough as the Plumber’s ship circled around them and the back doors to the cargo load opened, Ben set them to fly in even as he stopped being playful and began to pleasure Rook in earnest. The blue alien wished he could move, he needed to toss his head back, arch his spine, something to bring the pleasure to it’s end or make it stop. He felt the instant that their feet touched the ground and the room started to seal itself and pressurize. And that’s when Ben sent a light jolt of electricity into his body. Not enough to hurt but definitely enough to stimulate nerve endings. And that was the end for Rook who let out a loud scream that thankfully was only heard within the confines of the airtight helmet.

A second later a beeping was heard, followed by a flash of light, and Ben was once more human and standing in front of Rook. Which was fortunate because the poor revonnahgander collapsed into the human’s arms. Smiling softly, Ben lowered them down to the floor where he sat with Rook’s still trembling body leaning heavily against him. Ben reached out to touch his watch and sent word to the pilot, “We’re in and safe. Get us home.”

Rook slowly started to become aware that he was sitting on the floor, leaning back into a loving embrace. Turning his head he saw the beautiful, shining emerald eyes that he would recognize anywhere. “Ben,” he said softly as he shifted to sit up though there was a wince of disgust as he felt the very wet and sticky feeling inside his underwear and suit. The human blushed faintly but offered Rook a shy smile. “You seemed to like that,” Ben said softly. Looking the human over, as if having never fully seen him before, Rook paused at the very obvious tent in the front of Ben’s pants.

Licking his dry lips as an awakening hunger to show Ben just how much he had enjoyed their tryst, Rook then leaned close. Pressing his lips to Ben’s ear, Rook growled in a predatory manner, “oh I enjoyed that Ben. And when we get to Plumbers Base I am going to enjoy a hot shower and you had better be there with me and begging.” To add an extra encouragement, Rook let a, still shaky, hand reach out and rub over Ben’s pant covered penis before pulling back. Eyes half lidded, Ben looked at his partner before giving him a mischievous smile and asking softly, “can I be on my knees for this shower?”


End file.
